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(11-2002)

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FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

Of the Securities Exchange Act of 1934

For the month of ~~August~~ February, ~~2003~~ 2004

Commission File Number 333-8426 and 22-27934

Anchor Lamina Inc. (Registrant's name) 2590 Ouellette Avenue Windsor, Ontario Canada N8X 1L7 (Address of principal executive offices)

(Registrant’s name)

2590 Ouellette Avenue

Windsor, Ontario

Canada N8X 1L7

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x X Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Form 6-K

Page 2 of 3

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’'s “"home country”"), or under the rules of the home country exchange on which the registrant’'s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’'s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether by furnishing the information contained in this form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨ No x X

If “"Yes”" is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		ANCHOR LAMINA INC (registrant)
Date:	October 21, 2003	By:	/s/ JACK C. TOUGH
			Jack C. ToughVice President and Chief Financial Officer

		ANCHOR LAMINA INC
		(registrant)
Date:	April 7, 2004	By:	Jack C. Tough
		Jack C. Tough Vice President and Chief Financial Officer

Item List

1. ~~Unaudited Consolidated Financial Statements for Fourth Quarter Ended August 31, 2003.~~

Unaudited Consolidated Financial Statements for Second Quarter Ended February 29, 2004.

Report to Bondholders

For the ~~Fourth~~second ~~Quarter~~quarter ~~Ended~~ended ~~August~~February 3129, ~~2003~~ 2004.

~~October~~April 217, ~~2003~~ 2004

~~Fourth~~Second quarter consolidated sales were $3433.14 million compared to $3536.8 4 million in the ~~fourth~~second quarter last year. Translation ~~The~~of ~~shortfall~~sales ~~was~~made ~~the~~in U.S. dollars reduced second quarter sales by $2.8 million compared to prior year as a result of ~~weak~~the ~~sales~~depreciation inof the U.S. dollar compared to the Canadian dollar. Sales shortfalls at the North American Die Set ~~operating~~segment (NADS) and Lamina Components segment. ~~Earnings~~(Lamina) ~~before~~were ~~interest,~~partially ~~taxes,~~offset ~~depreciation~~by ~~and~~increased ~~amortization~~sales ~~(EBITDA)~~in ~~was~~the $3European segment generated by special projects.3 Rapidly ~~million~~increasing steel prices in the ~~last~~quarter had minimal impact on second quarter ~~of fiscal~~results ~~2003~~as the Company was able, ~~down~~for ~~from~~the ~~$3.8~~most ~~million~~part, into pass the ~~fourth~~increases ~~quarter~~through ofto the ~~fiscal~~customer ~~2002.~~and ~~Reduced~~was ~~gross~~able ~~profit~~to purchase adequate amounts of $0steel.9 If ~~million~~steel ~~compounded~~prices bycontinue ~~$1.0~~to ~~million~~increase init ~~additional~~may ~~environmental~~not ~~remediation~~be ~~charges~~possible for the ~~Cheshire~~Company ~~Connecticut~~to ~~facility~~pass ~~more~~these ~~than~~additional ~~offset~~increases $0on to customers.~~8 million~~ If, indue ~~lower~~to ~~selling~~international ~~and~~influences ~~administrative~~on ~~expenses~~the ~~and~~steel ~~$0.6~~market, ~~million~~there inare ~~lower~~shortages ~~charges~~of ~~for~~hot rolled steel plate the ~~disposal~~Company ofis ~~European~~not ~~operations~~assured ~~and~~of ~~capital~~a ~~assets~~continuous ~~and~~supply ~~exchange~~of ~~related~~steel ~~expenses~~plate.

~~Adjusted~~Gross ~~EBITDA~~profit ~~(as~~margins ~~disclosed~~declined in1.1 ~~note~~percentage 10points to ~~the~~26.9% ~~consolidated~~in ~~financial statements, please also see page 3 of this Report to Bondholders) is used internally by management of~~ the ~~Company~~second toquarter ~~monitor~~from ~~and evaluate operating performance~~28.0% ~~Therefore,~~in ~~under~~the ~~Canadian~~second ~~generally~~quarter ~~accepted~~of ~~accounting~~fiscal ~~principles,~~2003 ~~the~~due ~~company~~primarily ~~discloses in note 10~~ to the ~~consolidated~~product ~~financial~~mix ~~statements~~at ~~Adjusted~~Lamina ~~EBITDA by~~and ~~operating~~increased ~~segment.~~fixed ~~The~~costs ~~Company~~as ~~has~~a ~~decided~~percent ~~to no longer disclose Adjusted EBITDA outside~~ of ~~note~~sales 10due to the ~~consolidated~~weak ~~financial~~sales ~~statements.~~volume throughout North America.

~~The~~Earnings ~~net~~before ~~loss~~interest, intaxes, ~~the~~depreciation ~~fourth~~and ~~quarter~~amortization of(EBITDA) ~~fiscal~~for ~~2003~~the ~~was~~second ~~reduced~~quarter towere $02.59 million, down from $19.63 million in the ~~comparable~~second ~~period~~quarter ~~last~~of ~~year~~fiscal 2003. Lower ~~The~~gross ~~reduced~~profit ~~net~~in ~~loss~~2004 iscontributed ~~attributed~~$1.2 million to the ~~following~~shortfall ~~principal~~due ~~factors.~~mainly ~~The~~to ~~change~~the inweakening ~~accounting~~of ~~treatment~~the ofU.S. ~~goodwill~~dollar, ~~detailed~~lower sales in NADS and Lamina and the ~~next~~product ~~paragraph~~mix ~~resulted~~at inLamina, ~~reduced~~all ~~amortization~~as ~~expense~~described ofabove. Selling and administrative costs were $10.1 million ~~after-tax~~higher inthan ~~the~~2003 ~~fourth~~due ~~quarter~~to an assessment of ~~fiscal~~$0.3 ~~2003~~million ~~compared~~for toOntario capital taxes from prior years. Additionally, the ~~fourth~~loss on foreign exchange for the second quarter of ~~fiscal~~ ~~2002~~2004 was $0.2 ~~Interest~~million, ~~costs~~compared ~~are~~to the $01.63 million ~~lower~~gain on foreign exchange reported in the second quarter ~~ended~~of ~~August 31~~2003, ~~2003~~resulting onin a ~~comparative~~$1.5 ~~after-tax~~million ~~year~~difference ~~over~~from ~~year~~the ~~basis~~prior year. The ~~Partially~~remainder ~~offsetting~~of ~~these~~the ~~improvements~~difference was ~~$0.3~~a ~~million~~result ~~after-tax~~of items occurring in ~~reduced~~the ~~EBITDA~~second ~~noted~~quarter ~~above.~~of ~~Increased depreciation~~2003 ~~expense~~that did not occur in the second quarter of $02004.6 In ~~million~~the ~~after-tax~~prior ~~resulted~~year, ~~from~~ the ~~decision~~second toquarter ~~reduce~~included ~~the~~a ~~estimated~~gain ~~useful~~on ~~service~~early ~~lives~~extinguishment of ~~production~~debt ~~equipment~~of ~~effective~~$4.2 ~~June 1~~million, ~~2003.~~losses ~~Production~~resulting ~~equipment~~from ~~now~~plant ~~has~~closure ~~estimated~~costs ~~service~~of ~~lives~~$0.2 ~~not~~million, ~~exceeding~~the 15write-off ~~years compared~~of ~~with~~deferred afinancing ~~maximum~~fees of 30$0.1 ~~years~~million ~~prior~~and toa ~~June~~loss 1,on ~~2003~~sale of European operations of $0.4 million.

~~At the beginning of the fiscal year 2003, the Company adopted two new pronouncements from the Canadian Institute of Chartered Accountants.~~ The ~~first~~net ~~related~~loss toin the ~~accounting~~second ~~treatment~~quarter of ~~goodwill~~fiscal ~~and~~2004 ~~other~~was ~~intangible assets~~$1.1 ~~The~~million ~~second~~compared ~~related~~ to ~~the~~net ~~accounting treatment~~income of ~~translation gains and losses on long-term foreign currency denominated debt~~$3.5 Asmillion ~~a result of the change~~ in ~~accounting~~fiscal ~~policy regarding goodwill~~2003, ~~the Company recorded~~ a ~~non-cash~~variance ~~charge~~ of $644.05 million ~~to the accumulated deficit for the write-down of all of the carrying value of goodwill~~. ~~Further information on goodwill is given in note 3 to the consolidated financial statements.~~ The change in ~~accounting~~EBITDA ~~policy~~of ~~for~~$6.4 ~~translation~~million ~~gains~~(described ~~and~~above) ~~losses~~was onexacerbated ~~long-term~~by ~~foreign~~increased ~~currency denominated~~depreciation ~~debt~~expense ~~required the inclusion in the consolidated statement~~ of ~~income (loss) of foreign exchange (losses) gains of (~~$0.28 million) ~~and~~resulting ~~$2.3~~from ~~million in~~ the ~~quarter~~decision ~~and~~to reduce the ~~year~~estimated ~~ended~~useful ~~August~~service ~~31,~~life ~~2003,~~of ~~respectively.~~production ~~The~~equipment ~~quarter~~effective ~~and~~June ~~year ended August 31~~1, ~~2002~~2003. Partially ~~have~~offsetting ~~been~~these ~~restated~~negative tovariances ~~include~~were ~~foreign~~lower ~~exchange~~interest ~~gains~~expenses of ($0.5 million ~~and $0.2 million~~), ~~respectively~~primarily indue to the ~~consolidated~~effect ~~statement~~ of ~~(loss) income. Further information on~~ the ~~new~~weakening ~~accounting~~U.S. ~~treatment~~dollar ~~of translation gains and losses~~ on ~~long-term~~U.S. ~~foreign currency~~ denominated debt ~~is given in note 4 to the consolidated financial statements~~.

Consolidated year-to-date sales ~~improved~~were $1068.14 million, to $~~147~~6.39 million ~~for~~below ~~the~~prior year ~~ended~~sales ~~August~~of ~~31, 2003 from~~ $~~137~~75.23 million ~~at the year ended August 31, 2002~~. This ~~Annual~~decrease ~~EBITDA~~is ~~was~~primarily ~~$23.9~~due ~~million~~to atthe ~~August~~weakening ~~31,~~of ~~2003~~the ~~versus $17~~U.9S. ~~million~~dollar ~~for~~against the ~~year~~Canadian ~~ended~~dollar ~~August 31, 2002. The improved EBITDA resulted from~~ ($25.78 million) ~~in increased gross profit~~and, ~~$4.6~~low ~~million~~sales involume ~~gains~~at ~~from~~NADS ~~subordinated note repurchases~~ and ~~$1.9~~Lamina, ~~million~~but ~~in increased exchange gains. Partially offsetting these improvements~~ was ~~$0.7~~partially ~~million~~offset inby ~~higher~~increased ~~selling~~sales ~~and administrative expenses, $1.1 million~~ in ~~additional environmental remediation charges for~~ the ~~Cheshire Connecticut facility and a reduction to EBITDA of $1.4 million for the disposal of capital assets and~~ European ~~operations~~segment.

~~Net~~Gross ~~income~~profit for the ~~year~~first ~~ended~~six ~~August~~months ~~31, 2003~~ was $418.98 million, ~~compared with a net loss of~~ $42.49 million ~~last~~below ~~year.~~gross ~~The~~profit of $921.37 million ~~improvement~~ in ~~net~~the ~~income~~same ~~is attributed~~period toof the ~~following~~prior ~~principal factors~~year. Gross ~~From~~profit ~~fiscal~~margins ~~2002~~declined ~~to fiscal 2003 EBITDA improved $4~~1.63 ~~million~~percentage ~~after-tax.~~points ~~Due~~ to ~~the change in accounting treatment of goodwill previously mentioned, amortization expenses in fiscal 2003 were $4~~27.45% ~~million after-tax less than~~ in ~~fiscal~~the ~~2002.~~first ~~Interest~~six ~~costs~~months ~~decreased by $1.2 million on a comparative after-tax year over year basis~~ from ~~fiscal 2002 to fiscal 2003~~28.8% ~~Partially offsetting the improvement~~ in ~~net income was~~ the ~~increased~~prior ~~depreciation expense of $0~~year.6 The ~~million~~decline ~~after-tax~~was asdue ~~the~~primarily ~~result of the decision~~ to ~~reduce the estimated useful service lives of production equipment effective June 1, 2003.~~

2- 1 -

~~Management of~~ the ~~Company~~product ~~uses~~mix ~~the~~at ~~measure~~Lamina ~~Adjusted EBITDA (as disclosed in note 10 to the consolidated financial statements) to monitor~~ and ~~evaluate~~increased ~~operational~~fixed ~~performance~~costs ~~of the Company and its operating segments. Adjusted EBITDA is also presented~~ as ita ispercent ~~commonly~~of ~~used~~sales bydue ~~certain investors~~ to ~~analyze~~the ~~and~~weak ~~compare~~sales ~~operating~~volume ~~performance~~throughout ~~and~~North ~~to determine a company’s ability to service and/or incur debt~~America. However, Adjusted EBITDA should not be considered in isolation or as a substitute for net income, cash flows or other income or cash flow data prepared in accordance with generally accepted accounting principles or as a measure of a company’s profitability or liquidity.

~~Some~~Year-to-date EBITDA of $7.5 million, was $7.3 million less than the ~~statements~~first insix ~~this~~months ~~report~~of ~~are~~2003 ~~forward-looking~~due ~~statements~~predominantly to the factors discussed above for the second quarter, including ~~statements~~lower ~~regarding~~sales ~~our~~and ~~future~~gross ~~performance~~profit, ~~the~~a ~~accuracy~~$4.2 million gain on early extinguishment of ~~which~~debt isin ~~necessarily~~2003 ~~subject~~that todid ~~risks~~not occur in 2004, and ~~uncertainties~~a $1.5 ~~Forward-looking statements~~million ~~include~~decrease ~~statements~~in ~~regarding~~gain ~~the~~on ~~intent,~~foreign ~~belief~~exchange orin ~~current~~2004. Year-to-date ~~expectations~~selling ofand ~~the~~administrative ~~Company~~expenses orwere ~~its~~$11.4 ~~management~~million, or$0.3 ~~officers,~~million ~~including~~less ~~statements~~than ~~preceded~~prior ~~by,~~year ~~followed~~of by$11.7 ormillion. The ~~including~~cost ~~forward-looking~~of ~~terminology~~the ~~such~~Ontario ascapital ~~“may”, “will”,~~tax ~~“should”,~~assessment ~~“believe”,~~of ~~“expect”,~~$0.3 ~~“anticipate”,~~million ~~“estimate”,~~was ~~“continue”,~~offset ~~“predict”,~~by orreductions ~~similar~~in ~~expressions,~~SG&A ~~with~~expenses ~~respect~~of $0.7 million due to ~~various~~a ~~matters.~~reduction in office and sales salaries.

ItNet isloss ~~important~~for tothe ~~note~~first ~~that~~six ~~the~~months ~~Company’s~~was ~~actual~~$1.6 ~~results~~million, ~~could~~compared ~~differ~~to ~~materially from~~a ~~those~~net ~~anticipated~~income ~~from~~of ~~the~~$4.2 ~~forward-looking~~million ~~statements~~in ~~depending~~the onfirst ~~various~~six ~~important~~months ~~factors~~of 2003. The ~~These~~variance ~~important~~was ~~factors~~primarily ~~include~~due ~~potential~~to ~~disruption~~the change in ~~the~~EBITDA ~~Company’s~~described ~~supply~~above ofand ~~steel,~~$1.4 ~~potential~~million ~~increases~~increased inamortization ~~steel~~and ~~prices,~~depreciation ~~the~~expense. Amortization ~~Company’s dependence~~and ondepreciation ~~the~~totaled ~~automotive~~$5.3 ~~industry,~~million ~~exchange~~for ~~rate~~the ~~fluctuations,~~first ~~the~~six ~~Company’s~~months ~~substantial~~of ~~leverage~~2004, ~~operating~~compared ~~and~~to ~~financial~~$3.9 ~~restrictions~~million ~~under~~in the ~~Company’s~~prior ~~debt agreements~~year, ~~potential~~because ~~environmental~~of ~~liabilities,~~ the ~~potential~~decision ~~development of alternative technologies~~ to ~~form~~reduce ~~metal~~the ~~and~~estimated ~~plastic~~useful ~~parts,~~service ~~substantial~~life ~~competition~~of inproduction ~~the~~equipment ~~die~~effective ~~set~~June ~~industry~~1, ~~the~~2003. Interest ~~adverse~~on ~~effects~~long ofterm adebt ~~change~~for inthe ~~control~~first ofsix ~~the~~months ~~Company,~~was ~~and~~$3.5 ~~the~~million, ~~risks~~compared ~~and~~to ~~uncertainties~~$4.3 ~~described~~million in ~~the~~2003. The ~~Company’s~~decrease ~~Annual~~is ~~Report~~primarily ~~on Form~~the ~~20-F~~result ~~for~~of the ~~year~~effect ~~ended~~of ~~August~~the ~~31,~~weakening ~~2002~~U.S. dollar on U.S. denominated debt.

At a meeting held January 28, 2004, the Board of Directors approved a new management Share Option Plan that replaced a former plan and cancelled all existing management share options outstanding thereunder. A total of 18,500,000 shares have been reserved for issuance under the Plan and as of March 31, 2004, 14,892,500 options have been granted. If the value of the options was required to be included in reported compensation expense the impact would be immaterial.

Ongoing environmental testing at the Cheshire, CT site has discovered previously unknown areas of contamination. Further testing and analysis is required to ascertain the additional costs, if any, that may be required for the site remediation (refer to note 6 in the financial statements).

- 2 -

Management of the Company uses the measure Adjusted EBITDA (as disclosed in note 10 to the consolidated financial statements) to monitor and evaluate operational performance of the Company and its operating segments. Adjusted EBITDA is also presented as it is commonly used by certain investors to analyze and compare operating performance and to determine a company’s ability to service and/or incur debt. Therefore, under Canadian generally accepted accounting principles, the Company discloses in note 10 to the consolidated financial statements Adjusted EBITDA by operating segment. However, Adjusted EBITDA should not be considered in isolation or as a substitute for net income, cash flows or other income or cash flow data prepared in accordance with generally accepted accounting principles or as a measure of a company’s profitability or liquidity.

Some of the statements in this report are forward-looking statements, including statements regarding our future performance, the accuracy of which is necessarily subject to risks and uncertainties. Forward-looking statements include statements regarding the intent, belief or current expectations of the Company or its management or officers, including statements preceded by, followed by or including forward-looking terminology such as "may", "will", "should", "believe", "expect", "anticipate", "estimate", "continue", "predict", or similar expressions, with respect to various matters.

It is important to note that the Company's actual results could differ materially from those anticipated from the forward-looking statements depending on various important factors. These important factors include potential disruption in the Company's supply of steel, potential increases in steel prices, the Company's dependence on the automotive industry, exchange rate fluctuations, the Company's substantial leverage, operating and financial restrictions under the Company's debt agreements, potential environmental liabilities, the potential development of alternative technologies to form metal and plastic parts, substantial competition in the die set industry, the adverse effects of a change in control of the Company, and the risks and uncertainties described in the Company's Annual Report on Form 20-F for the year ended August 31, 2003.

All forward-looking statements in this report are based on information available to the Company on the date of this report. The Company does not undertake to update any forward-looking statements that may be made by it or on its behalf in this report or otherwise.

3 DET_B\419317.2

- 3 -

ANCHOR LAMINA INC.

CONSOLIDATED STATEMENTS OF INCOME (LOSS) ~~INCOME~~

(In Thousands of Canadian Dollars)

		Three Months EndedAug 31,							Twelve Months EndedAug 31,
		Three Months Ended						Six Months Ended
		2003				2002			2003			2002
	February 29			February 28			February 29			February 28
						(restated - seenote 4)						(restated - seenote 4)
	2004			2003			2004			2003
SALES	$	$33,443	~~34,124~~	$	36,393	~~35,764~~	$	68,387	~~147,320~~	$	75,273	~~137,234~~
Cost of goods sold		24,455	~~24,307~~		26,187	~~25,021~~		49,602	~~104,995~~		53,593	~~97,681~~
GROSS PROFIT		8,988	~~9,817~~		10,206	~~10,743~~		18,785	~~42,325~~		21,680	~~39,553~~
Selling and administrative expenses		5,884	~~5,290~~		5,815	~~6,096~~		11,386	~~22,821~~		11,677	~~22,173~~
Loss (gain) on disposal of capital assets (note 6)			39			367			206			(997	)
(Gain) loss on disposal of capital assets		-			(4)			13			6
Plant closure and related environmental expenses (note 7)		-	~~986~~		151	—		-	~~1,137~~		151	—
Gain on early extinguishment of debt (note 8)		-	81		(4,214)	—		-	~~(4,734~~	)	(4,214)	—
Write-off of deferred finance fees (note 8)			—			—			166			—
Write-off of deferred financing fees (note 8)		-			140			-			140
Loss (gain) on foreign exchange (note 4)			114			404			(1,601	)		295
(Gain) loss on foreign exchange (note 4)		245			(1,329)			(145)			(1,253)
Loss on sale of European operations (note 2)			—			66			383			155
(Gain) loss on sale of European operations (note 2)		-			383			-			383
			6,510			6,933			18,378			21,626
		6,129			942			11,254			6,890
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION		2,860	~~3,307~~		9,264	~~3,810~~		7,531	~~23,947~~		14,790	~~17,927~~
Depreciation and amortization		2,653	~~2,541~~		1,897	~~2,505~~		5,281	~~8,463~~		3,938	~~11,649~~
Interest on long-term debt		1,728	~~1,866~~		2,111	~~2,037~~		3,493	~~8,129~~		4,349	~~8,939~~
Other interest		199	~~(36~~	)	275	~~614~~		413	~~812~~		608	~~1,775~~
			4,371			5,156			17,404			22,363
		4,580			4,283			9,188			8,895
(LOSS) INCOME BEFORE INCOME TAXES			(1,064	)		(1,346	)		6,543			(4,436	)
INCOME (LOSS) BEFORE TAXES		(1,720)			4,981			(1,657)			5,895
INCOME TAXES			(602	)		283			1,601			(36	)
INCOME TAXES (note 5)		(668)			1,500			(106)			1,699
NET (LOSS) INCOME		$	(462	)		(1,629	)		4,942			(4,400	)
NET INCOME (LOSS)	$	(1,052)		$	3,481		$	(1,551)		$	4,196
(See accompanying notes)

(See accompanying notes)

ANCHOR LAMINA INC.

CONSOLIDATED STATEMENTS OF DEFICIT

(In Thousands of Canadian Dollars)

	Three Months EndedAug 31,							Twelve Months EndedAug 31,
		Three Months Ended						Six Months Ended
	2003				2002			2003			2002
	February 29			February 28			February 29			February 28
DEFICIT, BEGINNING OF PERIOD, AS PREVIOUSLY REPORTED	$	(69,040	)		(8,803	)		(9,824	)		(5,322	)
	2004			2003			2004			2003
Change in accounting policy (note 4)		—			—			(608	)		(710	)
DEFICIT, BEGINNING OF PERIOD, AS PREVIOUSLY REPORTED	$	(70,001)		$	(73,728)		$	(69,502)		$	(9,823)
DEFICIT, BEGINNING OF PERIOD AS RESTATED		(69,040	)		(8,803	)		(10,432	)		(6,032	)
Change in accounting policy (note 3) Change in accounting policy (note 4)		-			-			-			(64,012)
Change in accounting policy (note 3)		—			—			(64,012	)		—
		-			-			-			(608)
Net (loss) income		(462	)		(1,629	)		4,942			(4,400	)
DEFICIT, BEGINNING OF PERIOD AS RESTATED		(70,001)			(73,728)			(69,502)			(74,443)
DEFICIT, END OF PERIOD	$	(69,502	)		(10,432	)		(69,502	)		(10,432	)
Net income (loss)		(1,052)			3,481			(1,551)			4,196
DEFICIT, END OF PERIOD	$	(71,053)		$	(70,247)		$	(71,053)		$	(70,247)

(See accompanying notes)

ANCHOR LAMINA INC.

CONSOLIDATED BALANCE SHEETS

(In Thousands of Canadian Dollars)

		Aug 312003				August 312002
		February 29		August 31
						(restated - seenote 4)
		2004		2003
CURRENT ASSETS
Accounts receivable	$	$24,589	~~25,664~~	$	25,664	~~25,683~~
Loans receivable - sale of European operations (note 2)			—			7,252
Loans receivable - shareholders		35			35
Loans receivable - shareholders			35			241
Inventories		13,899			12,828
Inventories			12,828			15,444
Prepaid expenses		1,171			1,002
Prepaid expenses			1,002			971
		39,694			39,529
			39,529			49,591
LOANS RECEIVABLE - SHAREHOLDERS		23			23
LOANS RECEIVABLE - SHAREHOLDERS			23			108
CAPITAL ASSETS		87,392			90,133
CAPITAL ASSETS			90,133			98,693
DEFERRED CHARGES (Note 4)		2,137			2,622
GOODWILL AND DEFERRED CHARGES (notes 3 and 4)			2,622			66,006
	$	129,246		$	132,307
		$	132,307			214,398
CURRENT LIABILITIES
CURRENT LIABILITIES
Bank indebtedness		7,436			7,379
Bank indebtedness		$	7,379			14,905
Accounts payable		8,355			7,102
Accounts payable			7,102			9,378
Accrued liabilities		8,117			8,862
Accrued liabilities			8,862			8,063
Income taxes payable		26			526
Income taxes payable			526			797
Current portion of long-term debt		487			1,648
Current portion of long-term debt			1,648			4,650
		24,421			25,517
			25,517			37,793
LONG TERM DEBT		72,023			74,674
LONG-TERM DEBT			74,674			89,832
FUTURE INCOME TAXES		2,510			2,614
FUTURE INCOME TAXES			2,614			372
CONTINGENCIES (Note 6)
CONTINGENCIES (note 5)
SHAREHOLDERS' EQUITY
SHAREHOLDERS’ EQUITY
Share capital		90,658			90,658
Share capital			90,658			91,860
Contributed surplus		2,424			2,424
Contributed surplus			2,424			1,665
Deficit		(71,053)			(69,502)
Deficit			(69,502	)		(10,432	)
Cumulative translation adjustments		8,263			5,922
Cumulative translation adjustments			5,922			3,308
		30,292			29,502
			29,502			86,401
	$	129,246		$	132,307
		$	132,307			214,398
(See accompanying notes)

(See accompanying notes)

ANCHOR LAMINA INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of Canadian Dollars)

		Three Months EndedAug 31,							Twelve Months EndedAug 31,
		Three Months Ended						Six Months Ended
		2003				2002			2003			2002
	February 29			February 28			February 29			February 28
						(restated - seenote 4)						(restated - seenote 4)
	2004			2003			2004			2003
NET INFLOW (OUTFLOW) OF CASH RELATED TO THE FOLLOWING ACTIVITIES:
NET INFLOW (OUTFLOW) OF CASH RELATED TO THE FOLLOWING ACTITIVITIES:
OPERATING
Net (loss) income		$	(462	)		(1,629	)		4,942			(4,400	)
Net income (loss)	$	(1,052)		$	3,481		$	(1,551)		$	4,196
Adjustments for:
Depreciation and amortization		2,653	~~2,541~~		1,897	~~2,505~~		5,280	~~8,463~~		3,938	~~11,649~~
Loss (gain) on disposal of capital assets (note 6)			39			367			206			(997	)
(Gain) loss on disposal of capital assets		-			(4)			13			6
Gain on early extinguishment of debt (note 8)		-	81		(4,214)	—		-	~~(4,734~~	)	(4,214)	—
Write-off of deferred finance fees (note 8)			—			—			166			—
Write-off of deferred financing fees (note 8)		-			140			-			140
Loss on sale of European operations (note 2)		-	—		383	66		-	~~383~~		383	~~155~~
Unrealized exchange loss (gain) on long-term debt (note 4)			186			450			(2,281	)		159
Long-term debt exchange (gain) expense (note 4)		557			(1,047)			(585)			(954)
Future income tax (recovery) expense			(212	)		205			1,851			(434	)
Future income tax expense (recovery)		(719)			1,397			(203)			1,612
			2,173			1,964			8,996			6,132
		1,439			2,033			2,955			5,107
Net change in non-cash working capital		(2,075)	~~(386~~	)	(1,706)	~~(928~~	)	394	~~312~~		(1,329)	~~(605~~	)
			1,787			1,036			9,308			5,527
		(636)			327			3,349			3,778
INVESTING
Purchase of capital assets		(1,208)	~~(2,193~~	)	(511)	~~(2,790~~	)	(2,021)	~~(3,552~~	)	(713)	~~(4,862~~	)
Proceeds on disposal of capital assets (note 6)			43			106			152			5,491
Proceeds on disposal of capital assets		8			50			8			85
Repayment of loans receivable - sale of European operations (note 2)		-	—		7,315	—		-	~~7,315~~		7,315	~~719~~
			(2,150	)		(2,684	)		3,915			1,348
		(1,200)			6,854			(2,013)			6,687
FINANCING
Increase (decrease) in bank indebtedness			727			2,334			(7,526	)		(2,835	)
(Decrease) increase in bank indebtedness		3,055			(3,385)			57			(6,172)
Long-term debt incurred (note 9)			—			—			5,120			—
Long-term debt incurred		-			-			-			5,000
Repayment of long-term debt		(1,219)	~~(168~~	)	(3,086)	~~(521~~	)	(1,390)	~~(8,887~~	)	(7,736)	~~(3,875~~	)
Repurchase of share capital for cancellation		-	—		(67)	—		-	~~(193~~	)	(67)	—
Deferred financing fees		-	~~(196~~	)	(643)	~~(165~~	)	(3)	~~(1,737~~	)	(1,490)	~~(165~~	)
			363			1,648			(13,223	)		(6,875	)
		1,836			(7,181)			(1,336)			(10,465)
CHANGE IN CASH AND CASH EQUIVALENTS		-	—		-	—		-	—		-	—
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		-	—		-	—		-	—		-	—
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	$-	—	$	-	—	$	-	—		-	—
(See accompanying notes)

(See accompanying notes)

ANCHOR LAMINA INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands of Canadian Dollars)

(1) ~~The~~Accounting consolidated interim financial statements have been prepared in accordance with Canadian generally accepted accounting principles and follow the same accounting policies and methods as were used in the August 31, 2002 annual financial statements, except for the changes in accounting policy outlined in notes 3 and 4. Policies

~~(2)~~The ~~Effective~~consolidated ~~May~~interim ~~31,~~financial statements ~~2001~~have ~~the~~been ~~Company~~prepared ~~sold~~in ~~its~~accordance ~~business~~with ~~interests~~Canadian ~~and~~generally ~~operations at~~accepted ~~Mahlberg~~accounting ~~and~~principles ~~Ludenscheid, Germany,~~ and ~~its~~follow ~~distribution~~the ~~interests~~same inaccounting ~~France~~policies and ~~the~~methods ~~Czech Republic. The purchaser was Milacron of Cincinnati, Ohio through its operating division D-M-E. In 2003 the Company received $7,315 (Euro 4,568)~~ as ~~full and~~ ~~final~~were ~~settlement~~used ~~of the balance of payment due from the purchaser which resulted~~ in ~~an additional loss on sale of~~ the ~~European~~August ~~operations~~31, of2003 ~~$383~~annual ~~(Euro~~financial ~~241)~~statements.

(32) InDisposal ~~September 2001, the Canadian Institute~~ of Chartered Accountants (CICA) issued Handbook section 3062, Goodwill and Other Intangible Assets. Goodwill represents the excess of the purchase price paid over the fair value of net identifiable assets acquired. This pronouncement significantly changes the accounting for goodwill and intangible assets and states that goodwill and indefinite-lived intangible assets are no longer amortized but are reviewed for impairment annually (or more frequently if impairment indicators arise). Separable intangible assets that are not deemed to have an indefinite life will continue to be amortized over their useful lives. The Company adopted CICA Handbook section 3062 on September 1, 2002. Upon adoption of this pronouncement, the Company ceased amortization of goodwill with a net carrying amount of $64,012 and annual amortization of approximately $4,344. The new pronouncement requires goodwill to be written down when there has been a permanent impairment in its value. A permanent impairment in goodwill is determined by comparing the fair value of each reporting unit to the value of its other assets and goodwill. Based on management’s evaluation under the transitional impairment test in this new pronouncement, the Company has recorded a non-cash charge of $64,012 to write-off the net carrying amount of the Company’s goodwill in the first quarter of fiscal 2003. The impairment loss has been recognized as the effect of a change in accounting policy and charged to the September 1, 2002 deficit without restatement of comparative figures. Operations

~~(4)~~Effective InMay ~~December~~31, 2001, the ~~CICA~~Company ~~amended Handbook section 1650, Foreign Currency Translation,~~sold toits ~~eliminate~~business ~~the~~interests ~~requirement of deferring~~ and ~~amortizing~~operations ~~unrealized~~at ~~translation~~Mahlberg ~~gains~~ and ~~losses~~Ludenscheid, onGermany, ~~foreign currency denominated monetary items that have a fixed or ascertainable life extending beyond the end of the fiscal year following the current~~and ~~reporting~~its ~~period.~~distribution ~~The~~interests ~~amendment requires companies to record exchange gains or losses~~ in ~~earnings~~France ~~in the current reporting period~~ and ~~to separately disclose exchange gains and losses. Any change necessary to apply~~ the ~~new~~Czech ~~requirements is required to be recognized retroactively and disclosed as a change in accounting policy with restatement of comparative figures~~Republic. The ~~Company~~purchaser ~~adopted the new requirements on September 1, 2002 and the financial statements of prior periods have been restated to~~was ~~reflect~~Milacron ~~the effects~~ of ~~this change in accounting policy. Upon adoption of the new requirements~~Cincinnati, ~~the~~Ohio ~~Company~~through ~~ceased~~its ~~amortization~~operating ofdivision ~~the deferred foreign exchange loss arising from the translation of U~~D-M-E.S. ~~denominated~~The ~~subordinated notes payable with a~~Company ~~net~~maintains ~~book~~ownership ~~value~~ of ~~$875 at August 31, 2002. As a result of adopting~~ the ~~change in accounting policy~~Chemnitz, ~~the~~Germany ~~September~~steel 1,plate ~~2002 deficit was increased by $608 ($875 less future income taxes of $267)~~ and ~~the~~die ~~September~~set ~~1, 2001 deficit was increased by $710~~facilities ~~($1,021 less future income taxes of $311). Exchange loss (gain) on long-term debt included in the Consolidated Statements of (Loss) Income for the quarter ended August 31, 2003 is $186 (2002 - $450)~~ and ~~for the year ended August 31, 2003 is ($2,281) (2002 - $159)~~operations.

In the second quarter of fiscal 2003 the Company received $7,315 (Euro 4,568) as full and final settlement of the balance of payment due from the purchaser. An additional loss on sale of the European operations of $383 (Euro 241) was recorded in the second quarter of fiscal 2003.

(3) Goodwill and Other Intangible Assets

In September 2001, the Canadian Institute of Chartered Accountants (CICA) issued Handbook section 3062, Goodwill and Other Intangible Assets. Goodwill represents the excess of the purchase price paid over the fair value of net identifiable assets acquired.

This pronouncement significantly changes the accounting for goodwill and intangible assets and states that goodwill and indefinite lived intangible assets are no longer amortized but are reviewed for impairment annually (or more frequently if impairment indicators arise). Separable intangible assets that are not deemed to have an indefinite life will continue to be amortized over their useful lives. The amortization provisions of the pronouncement apply to goodwill and intangible assets acquired prior to July 1, 2001. Companies are required to adopt the pronouncement in their fiscal year beginning after January 1, 2002.

The Company adopted CICA Handbook section 3062 on September 1, 2002. Upon adoption of this pronouncement, the Company ceased amortization of goodwill with a net carrying amount of $64,012 and annual amortization of approximately $4,344. Goodwill is written down when there has been a permanent impairment in the value of the goodwill. A permanent impairment in goodwill is determined by comparing the fair value of each reporting unit to the value of its other assets and goodwill.

Based on management's evaluation under the transitional impairment test in this new pronouncement, the Company recorded a non-cash charge of $64,012 to write-off the net carrying amount of the Company's goodwill in the first quarter of fiscal 2003.

The impairment loss has been recognized as the effect of a change in accounting policy and charged to the September 1, 2002 deficit without restatement of comparative figures.

ANCHOR LAMINA INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

(In Thousands of Canadian Dollars)

(54) ~~Contingencies~~Foreign Currency Translation

~~Certain~~In ~~metals~~December ~~and~~2001, ~~chemical contamination has been found at one of~~ the ~~Company’s~~CICA ~~former die set manufacturing facilities located in Cheshire, Connecticut. The~~amended ~~Company~~Handbook issection ~~proceeding with delineation testing that~~1650, ~~together~~Foreign ~~with~~Currency ~~current State and Federal regulations~~Translation, ~~will~~to ~~determine~~eliminate the requirement ~~nature and extent~~ of ~~any~~deferring ~~required~~and ~~remediation~~amortizing ofunrealized ~~the~~translation ~~site.~~gains ~~The~~and ~~Company~~losses on ~~has~~foreign ~~recorded~~currency adenominated ~~liability~~monetary ofitems ~~$2,566~~that ~~(August~~have ~~31,~~a ~~2002~~fixed -or ~~$1,958)~~ascertainable tolife ~~pay~~extending ~~for~~beyond ~~estimated~~the ~~remediation~~end ~~costs~~of ~~and~~the ~~professional~~fiscal ~~fees.~~year ~~The~~following ~~liability~~the current isreporting ~~based on reports from environmental consulting firms~~period.

The amendment requires companies to record exchange gains or losses in earnings in the current reporting period and to separately disclose exchange gains and losses. Any change necessary to apply the new requirements is required to be recognized retroactively and disclosed as a change in accounting policy with restatement of comparative figures.

The Company adopted the new requirements on September 1, 2002 and the financial statements of prior periods have been restated to reflect the effects of this change in accounting policy. Upon adoption of the new requirements, the Company ceased amortization of the deferred foreign exchange loss arising from the translation of U.S. denominated subordinated notes payable with a net book value of $875 at August 31, 2002.

As a result of adopting the change in accounting policy, the September 1, 2002 deficit was increased by $608 ($875 less future income taxes of $267). Exchange loss on long-term debt included in the Consolidated Statements of Income (Loss) is $557 (2003 - gain of $954).

(5) Income Taxes

Income tax expense for the six month period ended February 29, 2004 includes an adjustment of $700 related to an increase in the substantively enacted income tax rates in the Province of Ontario.

(6) Contingencies

Certain metals and chemical contamination has been found at one of the Company's former die set manufacturing facilities located in Cheshire, Connecticut. The Company is proceeding with delineation testing that, together with current State and Federal regulations, will determine the nature and extent of any required remediation of the site. The Company has recorded a liability of $2,391 (August 31, 2003 - $2,566) to pay for estimated remediation costs and professional fees. The liability is based on reports from environmental consulting firms. Ongoing environmental testing at the site has discovered previously unknown areas of contamination. Further testing and analysis is required to ascertain the additional costs, if any, that may be required for the site remediation.

From time to time, as is common in the industry, the Company is the subject of litigation. In the opinion of management, any litigation outstanding, if successful, would not have a material impact on the financial statements.

~~(6) On March 15, 2002~~ANCHOR ~~the~~LAMINA ~~land and buildings in Ludenscheid, Germany were sold for proceeds of $5,351 (Euro 3,794), resulting in a gain on sale of $1,402 (Euro 977)~~ INC. ~~In September and October, 2002 the Company repaid $3,851 of the term loan from the sale proceeds.~~

~~(7) During the year ended August 31, 2003, the Company expensed $993 (2002 -~~NOTES ~~nil)~~TO ~~for~~CONSOLIDATED ~~estimated~~FINANCIAL ~~remediation~~STATEMENTS ~~costs and professional fees for the removal of certain metals and chemical contamination at its Cheshire, Connecticut facility~~ (~~See Note 5~~continued). During the year ended August 31, 2000, the Company closed its Cheshire, Connecticut die set manufacturing facility and terminated or relocated all employees of the closed facility. An additional provision for employee benefits of $144 was recorded in 2003

(~~8) During the year ended August 31, 2003, the Company repurchased $8,453 ($5,600 U.S.) of its subordinated notes payable for $3,719 ($2,452~~In ~~U.S.).~~Thousands ~~This resulted in a gain on early extinguishment~~ of ~~debt~~Canadian ~~of $4,734. This gain is reduced by deferred financing fees of $166 incurred in connection with the original issuance of the repurchased notes that have been written off.~~ Dollars)

(7) Cheshire Facility

During the quarter ended February 28, 2003, the Company expensed $151 of additional costs related to the February 2000 closure of its Cheshire, Connecticut die set manufacturing facility.

(8) Subordinated Notes

During the quarter ended February 28, 2003, the Company repurchased $7,122 ($4,600 U.S.) of its subordinated notes payable for $2,908 ($1,901 U.S.). This resulted in a gain on early extinguishment of debt of $4,214. This gain is reduced by deferred financing fees of $140 incurred in connection with the original issuance of the repurchased notes that have been written off.

(9) Senior credit facility

At ~~August~~February 3129, ~~2003~~2004, the Company had available a revolving credit facility to the lesser of $30,000 and an amount calculated under the terms of the senior lending loan and security agreement , known as the borrowing base of $20,~~250.~~606 At ~~August~~February 3129, ~~2003~~2004, the Company borrowed $810,~~432~~577 under this facility.

At ~~August~~February 3129, ~~2003~~2004, the Company had an unused term facility of $1413,~~345~~288 available for certain restricted purposes. The availability of this facility is reduced by $535 per quarter.

All term loans and credit facilities expire on November 14, 2005.

Under the terms of the senior lending loan and security agreement, the Company is required to make accelerated repayments on the outstanding term loans based on a calculation known as excess cash flow. Based on 2003 results, the excess cash flow calculation ~~will~~required ~~require~~ the Company to make an additional ~~principal~~repayment ~~repayments~~ of ~~approximately~~ $1,096 byon December 5, 2003.

ANCHOR LAMINA INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

(In Thousands of Canadian Dollars)

(10) ~~The~~Segmented Company conducts its operations through three principal operating segments: North American Die Set, Lamina Components and European. The following tables set forth information about segment revenue and income before depreciation and amortization, loss (gain) on disposal of capital assets, interest, plant closure and related environmental expenses, gain on early extinguishment of debt, write-off of deferred finance fees, (loss) gain on foreign exchange, loss on sale of European operations and Information

The Company conducts its operations through three principal operating segments: North American Die Set, Lamina Components, and Anchor Lamina GmbH in Europe. The following tables set forth information about segment revenue and earnings before interest, income taxes, depreciation and amortization, (gain) loss on disposal of capital assets, plant closure and related environmental expenses, gain on early extinguishment of debt, write-off of deferred finance fees, (gain) loss on foreign exchange, and loss on sale of European operations (Adjusted EBITDA).

	Three months ended August 31, 2003
	North AmericanDie Set		LaminaComponents		EuropeanSegment		Inter-SegmentEliminations			Total
Revenue from external customers	$	23,005	$	9,922	$	3,525	$	(2,328	)	$	34,124
Segment Adjusted EBITDA		2,711		1,242		574					4,527
	Three months ended August 31, 2002
	North AmericanDie Set		LaminaComponents		EuropeanSegment		Inter-SegmentEliminations			Total
Revenue from external customers	$	25,280	$	10,669	$	2,713	$	(2,898	)	$	35,764
Segment Adjusted EBITDA		2,791		1,801		55					4,647
	Twelve months ended August 31, 2003
	North AmericanDie Set		LaminaComponents		EuropeanSegment		Inter-SegmentEliminations			Total
Revenue from external customers	$	101,904	$	42,738	$	13,683	$	(11,005	)	$	147,320
Segment Adjusted EBITDA		11,827		5,596		2,081					19,504
	Twelve months ended August 31, 2002
	North AmericanDie Set		LaminaComponents		EuropeanSegment		Inter-SegmentEliminations			Total
Revenue from external customers	$	92,660	$	44,923	$	10,411	$	(10,760	)	$	137,234
Segment Adjusted EBITDA		9,291		7,027		1,062					17,380

ANCHOR LAMINA INC.

~~Reconciliation of total reportable~~NOTES ~~operating~~TO ~~segment~~CONSOLIDATED ~~Adjusted~~FINANCIAL ~~EBITDA~~STATEMENTS ~~to the Company’s consolidated~~ (~~loss~~continued) ~~income before income taxes is as follows:~~

	Three Months EndedAug 31,						Twelve Months EndedAug 31,
	2003			2002			2003			2002
				(restated - seenote 4)						(restated -seenote 4)
Total Adjusted EBITDA for reportable segments	$	4,527		$	4,647		$	19,504		$	17,380
Depreciation and amortization		(2,541	)		(2,505	)		(8,463	)		(11,649	)
(Loss) gain on disposal of capital assets		(39	)		(367	)		(206	)		997
Interest on long term debt		(1,866	)		(2,037	)		(8,129	)		(8,939	)
Other interest		36			(614	)		(812	)		(1,775	)
Plant closure and related environmental expenses (note 7)		(986	)		—			(1,137	)		—
Gain on early extinguishment of debt (note 8)		(81	)		—			4,734			—
Write-off of deferred finance fees (note 8)		—			—			(166	)		—
(Loss) gain on foreign exchange		(114	)		(404	)		1,601			(295	)
Loss on sale of European operations (note 2)		—			(66	)		(383	)		(155	)
Total consolidated (loss) income before income taxes	$	(1,064	)	$	(1,346	)	$	6,543		$	(4,436	)

(In Thousands of Canadian Dollars)

Reconciliation of total reportable operating segment Adjusted EBITDA to the Company's consolidated income (loss) before income taxes is as follows:

		Three Months Ended				Six Months Ended
	February 29		February 28		February 29		February 28

		2004		2003		2004		2003


Total Adjusted EBITDA for reportable segments	$	3,105	$	4,391	$	7,399	$	10,003
Depreciation and amortization		(2,653)		(1,897)		(5,281)		(3,938)
Gain (loss) on disposal of capital assets		-		4		(13)		(6)
Interest on long term debt		(1,728)		(2,111)		(3,493)		(4,349)
Other interest		(199)		(275)		(413)		(608)
Plant closure and related environmental expenses (note 7)		-		(151)		-		(151)
Gain on early extinguishment of debt (note 8)		-		4,214		-		4,214
Write-off of deferred financing fees (note 8)		-		(140)		-		(140)
Gain (loss) on foreign exchange (note 4)		(245)		1,329		145		1,253
Loss on sale of European operations (note 2)		-		(383)		-		(383)

Total consolidated income (loss) before income taxes	$	(1,720)	$	4,981	$	(1,657)	$	5,895

Filing Compare · ANCHOR LAMINA INC